WITH flags flying and bands playing "The Star Spangled Banner," the troops from the transports, which brought fifteen thousand men under command of General Benjamin F. Butler, marched into New Orleans on the first day of May in 1862. Crowds of men and women surged the sidewalks cursing the Yankees and hurrahing for Beauregard, Bull Run and Shiloh. When Butler established military government over New Orleans the city had a population of about 140,000. About 13,000 of these were slaves. Nearly 30,000 of the best citizenship were fighting in the Confederate ranks. The city was on the verge of starvation. More than a third of the population had no money and no means of earning it. Prices rose enormously. Butler contributed a thousand dollars of his own money to relieve the suffering. Supplies were hurried from all sources and sold under Butler's orders at cost to those who had funds. The price of flour fell from sixty to twenty-four dollars a barrel. Butler proved to be a great organizer. The people were set to work cleaning and improving their city. His administration was always humane. The execution of a gambler who tore down the American Flag from the mint, and the condemning of a gang of thugs was his only show of the iron hand. This photograph shows Major-General Butler, with his staff, as he appeared in his fighting days. When leaving Lincoln and his cabinet to start on his expedition, Butler exclaimed: "Good-bye, Mr. President; we shall take New Orleans or you will never see me again!" With Farragut he kept his promise. [Illustration]